Love Potion No 2
by up side and down
Summary: Cloud is probably the worst witch on the continent. One way or another, his magic always backfires. He brewed up a love potion fully expecting it to backfire before the night was out, and he was right. He just wasn't expecting it to backfire on him.
1. Chapter 1

**Disclaimer: The author in no way owns Final Fantasy and has made no monetary profit from writing about it.**

**A/N: Oh, I'm not writing what I should be writing. That's so surprising. At least I wrote _something_. Look at it that way.**

Cloud sighed and leaned on the counter. He might have been a witch, but he was a poor example of one. He preferred doing things "the hard way" as Tifa put it. He didn't see the problem in doing things manually. In fact, he found it more satisfying than dragging out his wand from where it was buried in his pocket, beneath approximately ten dollars in change and a crushed Snicker's bar, and waving it around to have it finish his chores. He hadn't developed his physique by relying on magic thank you very much.

Then there was...his curse. It was a family thing, or so his mom said. One of his grandfather's was supposed very talented as a witch, and rather attractive. A sad story of spurned love later, one of his children would be cursed. He would still have magic, but it would always backfire.

Cloud rubbed his back and fixed his latest requester with a glare.

"Ask Tifa to do it," he said. Zack brought out his soulful, heart wrenching pout.

"Tifa won't do it," he said, "I'm not asking for a thought altering potion, just one that will get Aerith...a little frisky." Despite years of trial and lots and lots of error, Cloud had finally polished up his reputation of the last witch you want to ask for a spell. One way or another it would do something that you didn't want to happen. Wanted to protect your crops from locusts? It would kill the locusts, but attract caterpillars like no other. Wanted a method to help smooth out your hair? It would smooth out the wrong patch of hair if you know what I mean. Wanted a to curse your neighbor. Both your neighbor and your spouse would feel the effects.

"You really want me to make you a love potion?" Cloud asked. Zack had done the most trial and error with Cloud's spells and potions, just to really test if Cloud was that bad of a witch.

"It's our anniversary," Zack said, "she agreed to be a guinea pig. Your potions aren't as bad as your spells." Cloud rolled his eyes.

"You really want to take that risk?" Cloud asked, "It might actually turn Aerith into a guinea pig."

"She'd be the cutest widdle guinea pig in the whole world," Zack cooed, "and if it does work, we have a fun night at home." Cloud sighed.

"Fine, but don't blame me when-"

"When it backfires," Zack said, "I know. But there's got to be one thing you are good at doing, curse or no curse."

"Love potions are notoriously easy to fuck up," Cloud pointed out, "I'm pretty sure they won't be any more agreeable with me." Zack just grinned. Cloud took off his busboy apron as he made his way to the back. Yuffie stood up and pretended to look busy as he stomped into the back.

"Vegetables aren't cutting themselves," Cloud said. Yuffie started cursing in Wutaiian under her breath, but Cloud let it go. Yuffie was Tifa's girlfriend. Let Tifa do the fighting. He picked up his grandmother's cauldron and began dragging it up front. Yuffie stopped muttering how Cloud was a "cocksucking killjoy" and perked up a little.

"You're doing magic?" she asked. The annoying former thief was a sucker for magic. She knew Cloud was capable...she just was polite enough not to ask. Tifa had drilled that into the little squirt when they first started dating. Don't ask a witch to do tricks unless you got the money to pay for it.

"Love potion," Cloud said, "maybe it'll work this time."

"All curses have a loophole," Yuffie said, then winced. "That saying sounds better in Wutaiian." Cloud just nodded. He didn't actually believe it. He dropped the black cauldron on the counter before Zack and reached under the counter to find his great-grandmother's potion book. He hauled it up with a grunt and Zack watched with slightly impressed eyes.

"It didn't know there were so many options," he said.

"A lot of them are variations of the same thing," Cloud said, beginning to flip through, "There are about thirty different types of love potions." Cloud browsed through them until he came up with one that sounded like what Zack wanted.

"Love Potion Number 13," Cloud read, "Causes increased feelings of lust and adoration. Does not affect orientation or the recipient." Zack nodded.

"Is there one that makes someone else fall in love with you?" Zack asked, "just out of curiosity."

"Number One," Cloud said, "No witch in their right mind would ever brew it. It causes too much trouble and heartbreak. And it takes almost six months to make. Yours takes ten minutes."

"Lucky me," Zack said. Cloud read through the ingredient list. The amounts were listed in very odd, but precise measurements. That was the trouble with love potions. The required a critical eye and a very small margin for error. Cloud nodded and moved to the back again. Yuffie was cautiously and purposefully prepping the ingredients for dinner that night.

"Any luck?" she asked, extremely politely.

"Need ingredients," Cloud grunted at her. He picked up some of the general stuff, distilled water, lemon juice, and marinara sauce, then browsed through Tifa's potion stock and grabbed a few mushrooms and a frog tongue. The rest would come from Zack and Aerith themselves.

He set them out on the counter and started prepping per Grandma Catherine's instructions.

"So how long should it last?" Zack asked.

"I dunno," Cloud said, "she doesn't say. 1/32nd of a teaspoon? How do you even fucking measure that?"

"I mean is there, like, a wait time?" Zack asked.

"Fifteen to twenty minutes for full potency," Cloud said, "1/16th cup of a water."

"And the side effects?" Zack asked.

"Giddiness and clinging," Cloud said, "giddy and sloppy foreplay, headache the following morning. Treat her like she got drunk." Cloud turned on the side stove that Tifa used for their little side business and started stirring.

"Will the sex be good?" Zack asked.

"Don't know, don't care," Cloud said looking at his watch. "Yank out some hair, I need it to keep Aerith focused on you." Zack blinked, but tentatively did as he was asked. Cloud waited until exactly two minutes before sprinkling it in. It hissed and fizzled a little, but the murky, reddish brown sludge suddenly turned a greenish-blue and thinned out, just like Grandma Catherine said it would. Cloud picked up a mason jar and carefully transferred the contents of the cauldron into it. He fastened it.

"Alright," Cloud said and held it out. Zack grinned and took it.

"Shiva it's cold," Zack said, amazed, "I have a good feeling about this one Cloud."

"You're the only one," Cloud muttered, "Have her spit in it before drinking, and have her take it in front of Tifa just in case. She just needs a big gulp so if it does work by some miracle you can do it again." Zack nodded brightly.

"Thanks Cloud." Cloud just swept up his cauldron and shoved the book under the counter again. He was beginning to re-tie his busboy apron, when a smooth voice started behind him.

"Excuse me," it said, "but did you just happen to make a love potion?" Cloud turned and saw a redhead he had never seen before. He looked him up and down and decided to go with polite but wary.

"Maybe," Cloud said, "why do you care?"

"I'm sorry," the redhead said, "I said that wrong. I just wanted to know if...someone here was capable of making a love potion."

"Tifa won't do those," Cloud sighed, "go ask one professional witches."

"I'd really prefer this to be...kind of a pay by cash sort of deal," the redhead said, "I believe I saw you just whip one up just now." Cloud sighed and wished his shift was over.

"You're not from here, are you?" he asked.

"No," the redhead said.

"People don't ask me to do spells or potions for them because they always backfire," Cloud said bluntly, "always. I did that one because he is a friend and he's determined to find one thing that I can do without causing unnecessary side-effects. If you're really asking me to make you a potion, then you could be asking for trouble you couldn't even dream of."

"I understand," the redhead said, "but I really must ask you."

"Then you'll have to tell me why," Cloud said.

"Fair enough," the redhead said, "I have a friend."

"I'm not going to make someone fall in love with you," Cloud said.

"Hush, hush," the redhead said, "no need to get angry. I wouldn't dream of getting into his pants. My problem is with his attitude. He lost his significant other some time ago and has yet to find another, or at least to act upon a new attraction. I'm certain he has his eye on someone and it's making him...pardon my french, an insufferable asshole

"All I want is something to...make him move on," the redhead finished, "I hate it when he gets these little crushes." Cloud sighed and ran a hand through his hair.

"Fine," he said, "I'll do it, but you give him full disclosure of what he's drinking beforehand and you watch him all night long. No exceptions. If you don't I'll call the cops and tell them you misused magic."

"Psht," the redhead scoffed, "my boyfriend already demanded I do that when I decided to go get the broody one a little pick-me-up. I have it covered." Cloud eyed him for a long moment before tossing his cauldron back onto the counter. He pulled up the book and flipped back to the love potion section.

"150 up front," Cloud said, "That gives you one dose. Wait approximately one half hour for full effects, should last about eight hours."

"Done," the redhead said, pulling out a wallet and already pulling out the money. Cloud took it and advised the book again.

"Come back in two hours," Cloud said, "it should be done by then."

* * *

Tifa wasn't exactly thrilled when she came in and found Cloud doing magic behind the bar. She was appeased with half of the money from the spell and that Cloud had already warned and threatened his client. She was rather impressed with Cloud's meticulous preparation of the spell, going so for as to measure four times before tossing his cut ingredients into his cauldron, but spent most of her time with the people who came to the bar to actually drink.

Two hours later a dark-haired man approached the bar and the steam rising above Cloud.

"I was told to pick up a love potion," he said. Cloud eyed him as he did the redhead.

"Are you with the redhead?" he asked.

"Yes," the man said, "he already told me about what you said, it could backfire and we're supposed to watch him." Cloud nodded. He got a more trustworthy vibe from this guy. Cloud was a shitty magician, but he was better with the psychic, vibe-feeling stuff. That, and this man seemed very upset to be picking up a love potion from a half-ass witch in a bar in the slums.

Cloud carefully tipped the contents of his cauldron into a funnel on top of a glass vial. He was careful not to spill and took his time. Like the previous potion, the contents shifted form from a dubious and dark mush, to a semi-transparent liquid. This time it turned a pinkish red. Cloud put a stopper in and handed it over. This other man stared at it for a moment.

"He'll be more confident, a bit more...alluring is what the book says. He'll just fucking go for it, so watch out and try to tone him back." The dark-haired man gave a nod.

"Thanks I guess," he said.

"Remember what I told your friend about me," Cloud said, "My spells usually backfire."

"So I've heard," he sighed, "have a good night." Cloud appreciated the wish, but what ended up needing that night was more along the lines of "good luck."

* * *

Cloud liked bouncing a bit more than busing. He was smaller and most of the drunks underestimated the sad little witch who couldn't do magic. It was rather fun to fuck with them, and Tifa would feed him, since she didn't want to pay him overtime. Cloud had only tossed out one guy who tried to grab Yuffie's ass, when Zack breezed in with Aerith in tow. He beamed at Cloud and moved over to ask Tifa to watch them as Aerith took the risk. Aerith gave him a softer smile. Not pity, more of understanding.

Cloud liked hedgewitches more than the real ones. He related to them better. Aerith was a nice girl anyway. He really hoped he didn't accidentally turn her into a guinea pig, but she had said that getting turned into a cat hadn't been so bad. She'd forgive him.

He watched carefully as Aerith took a large gulp of the concoction. Nothing happened and Cloud let out a breath.

He tossed out two more people and noticed Aerith scooching closer and closer to Zack as the night wore on. So far so good.

Then, quite out of nowhere, a body loomed very closely behind him. Cloud glanced over and saw a dark-haired androgynous figure uncomfortably close to him. He moved away, pointedly.

"Hi," this other person said.

"Hi," Cloud replied. He/she moved closer again.

"Can I get you a drink?" He/she asked. Cloud blinked. Never, in the three years he worked at Seventh Heaven, had he ever been hit on. Never.

"Uhhh," Cloud said brilliantly, "I'm working." The face turned very sorrowful.

"Oh," he/she said, "sorry." Cloud nodded and turned away.

But the person didn't move. Cloud stood there awkwardly until he could stand it no longer. He turned back ready to tell this person to move along, but ended up choking on his words.

The person had changed from dark haired and androgynous, to more fair-haired and feminine. It wasn't possible. Unless...

"You...you're a witch?" he guessed. There were witches who could only do magic with themselves and spent most of their time changing their appearance. The new figure shook it's head and grinned very flirtatiously.

"Shape-shifter," it said, it's voice gaining a slightly higher pitch. That was a entirely different problem. Cloud couldn't even guess how this person identified. This wasn't a he/she/they problem. It was a person/thing problem. Shape-shifters either picked a home shape or stayed within a basic format and those could be human, animal, plant or (in rare cases) objects. This particular shifter wasn't moving away from him. Now much more effeminate, it moved closer to Cloud again, eyes more soulful than before.

"I like you," it said. Cloud blinked. Three years of working at a bar had taught him a lot about dealing with people a little off their rockers. He put it into action now.

"That's very nice," Cloud said and blinked as the shape-shifter beamed up at him, "but you don't really know me and I don't know you-"

"I can get to know you!" it said, like a kid agreeing to do a favor for his teacher, "tell me what your name is." Cloud was about to tell this...living thing to move along in his most gentle manner when Tifa went and ruined it.

"Cloud!" she called, "Bring up the bottles of Gold label from the back please. The shape-shifter became even more animated.

"Cloud," it mused, "I love that name. It suits you so well."

"Uh thank you," Cloud said, "but I really have to work now, so...another time." Cloud rushed to the back and got the booze Tifa wanted. The shape-shifter was no where in sight when he got back. He sighed in mild relief and put the incident in the back of his mind.

That is, until someone took a seat right next to him. Cloud turned and saw a man who resembled a younger version of Zack. Except it grinned like that-

"Are you sure I can't buy you something to drink?" the shape-shifter offered, "I really like you Cloud." Cloud resisted the urge to bang his head against the counter and started on a new tactic.

"How about some water?" Cloud said. Instead of turning them away from a possible date, the shape-shifter nodded happily bounced away towards Tifa. Cloud groaned and buried his head in his hands. All to soon that annoying presence was back.

"Does your head hurt?" a new voice asked, this one effeminate again, "I can help." Cloud looked up and shook his head.

"I'm fine," he said. It beamed at him again. Cloud took a small sip of his water, with the shape-shifter watching intensely, before going for break-up mode.

"Listen," Cloud said, "I know you like me-"

"I really like you Cloud," it said.

"I know," Cloud said, "but I'm not really interested in dating right now." Its face turned shocked, tears gathering in its eyes.

"You mean..." it warbled, "you don't like me." That was the gist of it, but Cloud would rather not tear its heart apart right at this moment.

"Not necessarily," Cloud started. Suddenly, the shape-shifter turned very determined.

"Is it the way I look?" it asked, "I can change. Look." Cloud watched as it went from blondish with blue eyes to...something really close to Tifa.

"Is this one better?" it asked. Cloud was rather impressed. This was an experienced shape-changer.

"No-" Cloud started, then Tifa interrupted again.

"What's going on Cloud?" Tifa asked. Cloud and the shifter turned. Cloud scrambled to explain what was going on as the shifter eyed Tifa.

"I can look more like her," it said, "would that make you happier? I really like you Cloud." Before their eyes the shape-shifter made itself into an exact replica of Tifa. Her eyes got big and Cloud just waited to see what she would do. He caught a hint of a grin before Tifa rushed into the back.

It didn't stop him from hearing her burst out laughing. Cloud almost growled. The shifter scooted closer to him.

"Is this one right?" it asked. He sighed. Tifa came back, still having fits of giggles and wiping tears from her eyes, but didn't offer any help to Cloud.

No, she made it worse.

"You can clock out," she said. Cloud tried to mouth no to her, but the shifter only became more ecstatic.

"You're not working anymore," it said, "let me buy you something!"

The shifter continuously tried to find something that would please Cloud for the next ten minutes. Cloud was considering knocking it out, when he heard a familiar voice said, "You're joking." Cloud whipped around and saw both the redhead and the raven-haired who had come in earlier. He looked back and forth between them and the shape-shifter nearly hanging off his arm before it clicked.

"You are shitting me," Cloud said. Cloud felt a little better when the dark one elbowed his friend after he burst out laughing.

* * *

It wasn't that Cloud _wanted _to sit with them, it was that he didn't have better options. The shape-shifter was invading his personal space, changing its appearance in an attempt to gain Cloud's affections and continuously offering favors, drinks, and questions. The dark-haired one ("I'm Angeal by the way") was making a very futile effort to calm down his shifting friend. The redhead ("He's Genesis and I hate him too") did jack shit.

"I knew he liked someone in the slums. He's been refusing to come down here for days because he's fixated you," Genesis said, "I find it rather cute."

"I hate you so much," Cloud muttered, "I knew it would backfire. It always does, this time on me."

"I think you're a great witch," the shape-shifter said brightly, trailing hands up and down his arms in a way that Cloud would reluctantly admit he kind of liked. It was posing as a girl again.

Cloud poured over the entry for Love Potion Number 2 in Grandma Catherine's book for any reasons to why it would cause such a strong and hard to control reaction. The shifter read over his shoulder, nuzzling the back of his neck rather happily. He nudged it off.

"Causes the recipient to lose some inhibitions and approach the object of it's affections," Cloud read, "Lasts up to eight hours. Side effects may include wild mood swings and increase in heart rate. Do not take if you have a heart defect or have a restraining order against the object of your affections."

"I like your voice when you read," the shifter said.

"Me too," Genesis said. Cloud felt he got some revenge when the shifter fixed Genesis with a hard glare.

"What happened with his last fling?" Cloud asked. Maybe he was the same back then.

"It was rough," Angeal said, "Abusive relationship. We got him to leave, but he was pretty broken up about it for a long time. We thought having him move on would help with his guilt trip."

"How abusive?" Cloud asked.

"He was a familiar," Angeal said, "his master was making him do things he didn't want to do. We got him to realize how wrong it was. He still loved him when he left, but he left and was getting better."

"He was a fucking familiar!" Cloud cried, "Why didn't any of you tell me!"

"It makes a difference?" Genesis scoffed.

"Of course if makes a difference!" Cloud said, "Familiars are extremely receptive to spells and potions. That's why they stick to their witches, for protection! I might as well have triple dosed him!" A head rested on his shoulder.

"I feel good," he assured him. Cloud sighed, broke down, and patted the head.

"I know you do," Cloud said. He got a squeeze from the arms around his chest.

"So what can we do?" Angeal asked.

"Nothing," Cloud said, "just wait until it wears off." He would have this thing stuck to him like glue for the next six hours. He sighed as the head nuzzled him again. Cloud decided the best course of action would be to do the very thing he was trying to avoid for the better part of an hour. He decided to get to know the person who was crushing him.

"Alright," Cloud said, "Why don't you sit down for a bit?"

"Mmm, I like being close to you," the shape-shifter said.

"I know you do," Cloud said, "but I don't know you that well and you don't really know me. Let's talk. I want to talk to you." In an instant, the shifter had plopped into a seat.

"Me too, let's talk," he said. Cloud blinked.

"Okay," he said, "I don't know that many shape-shifters, but...do you have one form in particular you like?"

"I have a home shape," he said proudly, "but I'll change it to any form you like."

"No no," Cloud said, "That's okay, we're just talking."

"Right," the shifter said.

"Is there a name you gave yourself?" Cloud asked.

"I like Sephiroth," the shifter said, "I had everyone call me that, but you can name me whatever you want!"

"Okay, Sephiroth," Cloud said, "we're just talking. I don't want you to worry about what I want, we're just learning about each other."

"But I want you to like me," Sephiroth said, "I want you to be happy."

"That's okay," Cloud said, "But I'm not going to tell you what makes me happy, because I just want you to be yourself right now. Can you do that?" The shifter looked pained for a moment, then nodded.

"I'll try for you Cloud," Sephiroth said.

"That's good," Cloud said. Cloud got a good idea about the abusive relationship Angeal and Genesis were talking about. Sephiroth very much wanted to please Cloud in every way. The only way he saw himself as being happy was if Cloud was happy too. He was wholly prepared to change everything about himself just to please a possible new master.

Cloud's experience with shape-shifters was that they were finicky and proud and very hard to manipulate. They were often predators, but the ones who settled often did it for life and became familiars. It was a symbiotic relationship between witch and shifter and one of the few instances that Cloud would admit looked like true love.

Cloud lost a lot of sympathy for the asshole who took advantage of that love.

Sephiroth eventually gave up on talk and started trying to cuddle with Cloud again. Angeal, Genesis and Cloud all decided that it would be best for Sephiroth to be at a place he deemed a home base when the potion finally wore off. Cloud followed them home with a shifter hanging by his side.

"You're so handsome Cloud," he said at one point. Cloud laughed a little.

"Not really," he countered.

"Yes you are," the shifter purred, "you're so strong, and nice, and you have such pretty eyes." Sephiroth sighed happily. Once they had reached the shared condo Sephiroth had returned to finding a form that fit Cloud's tastes. He was moving to animal and half forms now.

"I can be birds," Sephiroth said, "feel my feathers they'll be soft." Cloud resisted rolling his eyes.

"I bet they are," Cloud said, "but just be you. I don't care."

"You don't like animals?" Sephiroth asked his eyes turning soulful again.

"Well," Cloud hesitated, "I used to have a cat, but she died a couple years ago and-"

"I can be a cat!" Sephiroth said and promptly began growing years and a tail. A rumble started and Cloud realized it was a purr.

"No no," Cloud said, "you don't have to."

"I want you to like me," Sephiroth said lowly, "please tell me what to do for you to like me." Cloud huffed a sigh.

"Just, stop changing," Cloud said. Sephiroth nodded and stopped himself in a half-man, half-cat form. Cloud blew out another tired sigh.

"Alright," Cloud said, "now. I know you don't feel tired, but you actually are, so why don't you get into your bed and-"

"Are you coming with me?" Sephiroth asked.

"What?" Cloud started, "No."

"I just want to sleep with you," Sephiroth said, "I like being close to you." Cloud debated for a long time, feeling Angeal and Genesis staring and waiting behind him.

"Fine," Cloud said, "but just a nap." Sephiroth pulled him down the hall. After another ten minutes of Cloud trying to get away with sleeping on the floor or in a chair by the bed, he took off his shoes and got into the bed. Sephiroth didn't even waste time with the covers and hugged Cloud like there was no tomorrow. Even his tail wrapped around Cloud a few times. Sephiroth purred loudly for several long minutes until it died of into near silent snores.

Cloud felt trapped. He checked the clock and saw that there were at least four more hours of potency left. With very little options left as to movement he made the best of it and shut his eyes.

* * *

Cloud woke up in a strange place, alone in a bed, with someone pacing by the bedside. He sat up slowly remembering the hellish experience from yesterday. He rubbed the sleep from his eyes and told himself that patience and gentleness would be best for right now.

Sephiroth was in the form he wore last, half-cat, half man, but he was all agitated. He jumped when he turned and saw Cloud awake and just stood there silently.

"Good morning Sephiroth," Cloud said, "Are you feeling a little more normal now?"

"You could say that," Sephiroth said. Cloud guessed this was more of the attitude the shape-shifter bore.

"Okay," Cloud said, "I think we should talk some more."

"I'm sorry for how I acted," Sephiroth said, "I was inappropriate. You should go now. I understand." Cloud blinked.

"No," he said, "I brewed that potion so I know the sort of things it did to you." Sephiroth looked a little surprised, but then shifted back to neutral.

"I know you're a familiar as well," Cloud said, "that made it worse. You weren't acting as yourself. You were acting as only one part of your desires. It's alright. I'm not upset at you." Sephiroth did nothing.

"You're freaking me out just standing there," Cloud said, "sit down and let's talk some more."

"You shouldn't want to talk to me anymore," Sephiroth murmured but obeyed. Cloud sat up a little straighter.

"I did worm some things out of you and your friends," Cloud said, "not least of which was that you have a little crush on me." Sephiroth turned away.

"It's out there so don't be ashamed of it," Cloud said, "And while I do admit that I'm not really on the dating scene at the moment, you do seem...a little...lonely." Sephiroth found a crack in the paint rather interesting apparently.

"Can I see your home shape?" Cloud asked. Sephiroth's eyes shot back down.

"All night you kept changing to find something I liked," Cloud said, "I just want to see you." Sephiroth sat there for a moment doing nothing. Then he started changing. His tail and ears vanished. His hair turned lighter, almost white, but more metallic. His eyes shifted to green, but kept their cat-like pupils. He became broader, more muscular. Cloud was rather impressed. This was a very unique and creative home shape. Had Sephiroth just been this, then last night might have gone in his favor a little more.

"Nice to see the real Sephiroth, "Cloud said with a smile. Sephiroth seemed confused, but said nothing.

"Not many people...like this one," Sephiroth said.

"You mean he didn't like it," Cloud corrected. The flinch told him he hit the nail on the head.

"I'm not an expert or anything, but I'm guessing this look took you a long time to figure out and it's really cool and interesting and creative," Cloud said, "the fact that he kept trying to change you and who you decided you wanted to be was wrong. Familiars and witches rely on each other and he was trying to lean too much on you. It's better to be who you want to be alone, than slowly dry up and wither with him stifling you." Sephiroth was watching the paint again.

"It's good you got away," Cloud said, "and it's better that you're trying to move on. I'm afraid I can't stay and chat because I have to work today, but if you do want to keep talking you know where to find me. Just promise me that you'll talk about this Sephiroth and not the Sephiroth that you think Cloud wants, okay?" He got a single nod in return.

"Think about it," Cloud said as he pulled his shoes on. He assured Angeal and a rather disappointed Genesis ("I was expecting a louder evening than that") that Sephiroth was back to his old self and doing fine before going to his apartment to change and shower. After charging his phone he checked his messages.

"Hey Cloud," Zack's voice said, "Last night was great. I loved it, Aerith loved it, nothing bad at all. I think I cracked the code. You're the master of love potions my friend." Cloud scoffed at the message, but then thought about it. The second one technically did what it was supposed to do. Cloud hadn't known he was the object of affection until it happened and the overdose had been a mechanical error, not a magical one.

He decided Zack may have been right when a hesitant head of silver slid into the bar and drifted over to Cloud.

"Hi," Cloud said.

"Hi," Sephiroth replied, with the shyest of smiles.

* * *

Cloud took the twenty from Zack and handed over the latest batch of Love Potion No. 13. Zack gave him a bawdy wink and slid away. Once it came out that the bad witch in Seventh Heaven actually could do one type of magic, few more patrons had started coming to Cloud for love potions for hot dates and a little stronger liquid courage than what Tifa usually served. Cloud kept his rule about Love Potion No. 1 and outright refused to mix or sell, but the rest were good. Tifa liked the extra cash and had started some mild renovations on the run down bar with their new funds.

Cloud clocked out and made his way over to the now, always occupied darkened corner where a different person sat each night. As Cloud approached, the mystery patron changed into a striking silverette who beamed at Cloud.

"There's my favorite," Cloud said. Sephiroth was regaining some confidence again. He changed for fun and practice instead of trying to allure and please. He and Cloud chatted quite and bit. People like Zack and Aerith readily welcomed him as he was. Tifa adored him for making the funniest story about Cloud she would undoubtedly ever have. She let him loiter just hoping he would try it again.

Then there were steps like tonight, where Sephiroth leaned in quietly, letting his long hair shift to block their faces from view and gave Cloud a quiet and chaste kiss.

"I'm really happy your potion backfired," Sephiroth said. Cloud kissed him more firmly, with more tongue, and slid a mason jar into his hands.

"Haven't you heard?" Cloud said as they pulled away. Sephiroth looked down at a blue-green liquid.

"My love potions never backfire," Cloud said.


	2. That's Not the Magic Word

**A/N: Go here and read my headcannons if you haven't already: up-sideand-down dot tumblr dot com / post / 107669464467 / i-was-looking-through-my-writing-folder-and-i**

**Whew! Now that that's out of the way, some more clarity. There are breaks in the story that go back in time. This chapter takes place about a year after Love Potion and I'm giving you glimpses into that year in every break.**

**I meant for this not to have such a touchy-feely tone, but I like how it ended up. If you wanted a repeat of chapter one, go reread chapter one.**

* * *

Sephiroth crossed his arms against the cold. Red and blue lights flashed against his face as the officer in front of him finished taking notes of his statement. Cloud was hiding inside.

"We will charge her with misuse of magic," the officer said, "this is a pretty clear-cut case and it's only a misdemeanor. Did you want to press charges? You could get an unlawful cursing case." Sephiroth paused to think, watching a spitting and yowling woman get dragged away by three officers with a fourth putting her wand into an evidence bag.

"Do you know if she's drunk?" Sephiroth said.

"We can test her," the officer said, "Her first breathalyzer test came up clean, but witches can charm those little machines."

"I think my partner would want to press charges," Sephiroth said, "I think I will too. Yes, I'll press charges."

"Alright," the officer said. The woman kept up a string of curses as she was ushered to a car, but couldn't really do much else with her wand away from her. Tifa was glaring at her. Sephiroth felt oddly calm about being cursed. It had only been a physical altercation. He did that enough to himself to not really care.

It was rather uncomfortable not being able to change though.

"You okay?" Tifa asked as the car with the woman drove off.

"Yeah," Sephiroth said, "I'm worried about Cloud though."

"That bitch didn't make it permanent at least," Tifa said, "I'd change you back if I could."

* * *

Sephiroth knew the other bartender's eyes were on him when he stepped into the bar. He vaguely remembered turning into her at one point, then took relief in the fact that she couldn't possibly know who he was in his current state. He took a seat at the bar.

"What can I get you?" she asked. It was a sharp professional tone.

"...Just...water for now," Sephiroth said. She probably thought he was up to trouble.

"Waiting for someone?" she asked.

"Yeah," he said. She moved away to help another customer. He sighed. He wasn't good at interacting with people yet. Genesis and Angeal were used to his quirks, Cloud was fairly accepting, but in public he still felt the need to keep a low profile.

"So who are you waiting for?" the barkeeper asked. Sephiroth nearly jumped at it.

"I know most of my regulars," she said, "they would be the ones comfortable enough to have some stranger wait for them here."

"Uhh..." Sephiroth hesitated. He didn't know how she would take him being back, but right now she had him pinned as some sort of stalker. He decided honesty would be the best policy.

"Cloud," he said. She blinked and straightened up.

"Cloud?" she said, "but..." her eyes got big again. Sephiroth expected her to accuse him of something, but instead she burst out laughing.

"Oh my god it's you!" she said, "you're that shape-shifter that wouldn't leave him alone. This is fantastic!" Sephiroth didn't know if he should leave or not.

"Oh, get a drink on me," she said, "that was hilarious. He can kick you out himself, just try to get me more blackmail material, okay?" She was wiping away tears as she moved on to refill someone else's beer.

* * *

"I'll probably spring back in a few minutes," Sephiroth said, he was a pretty powerful shape-shifter if he did say so himself. A spell that was supposed to change how he looked wouldn't stand up to him much longer than an hour at most. Sephiroth did have more pressing matters on his mind.

"Has Cloud come out of the bathroom yet?" Sephiroth asked.

"No," Tifa said. Sephiroth nodded and made his way inside.

Approximately half an hour ago, a very angry woman stormed into the bar and accused both Tifa and Cloud of stealing her clientele. It hadn't helped their case that Cloud was in the middle of brewing a potion for Zack, but Cloud was being honest that he was doing a freebee favor for a friend and that he wasn't making money by doing so.

Seventh Heaven was a bar, not some spell shop, Cloud had said. It was at that point that the woman pulled her wand and started casting curses. Cloud took the first hit directly. After that, Sephiroth stepped in front of him. Tifa snuck behind the woman and delivered a hard blow to the back of her head that knocked her down quite effectively. Tifa disarmed her and Yuffie tied her up. Sephiroth would admit he was rather curious as to where the cook had learned knot tying so effectively, but decided it was better not to ask while Tifa was present.

The instant Cloud realized what the curse had done to him, he had locked himself in the bathrooms. Sephiroth and Tifa dealt with the cops. There was a small crowd around them, but Sephiroth didn't care. He was a spectacle in his home form, now he was just...more of one. Aerith pushed her way forward.

"What's going on?" she asked. While Tifa brought her up to speed, Sephiroth made his way to the bathroom. He knocked on the door.

"Go away!" Cloud's voice yelled.

"It's me Cloud," Sephiroth said, "unlock the door."

"No," Cloud said, "just leave me."

"Cloud," Sephiroth said, "I'm not going to let you spend the night in a bathroom. Come out, or at least let me come in."

"No," Cloud said. Sephiroth sighed. Aerith tapped him on the shoulder.

"Let me try," Aerith said. Sephiroth nodded and moved aside. She knocked again and had a hushed argument against the door. Evenually, the lock clicked and Aerith slid inside.

* * *

Sephiroth was thinking over the last bit of bar counter wisdom Cloud had imparted to him. There's no one you should be happier to be than yourself. He remembered a time when he agreed whole-heartedly with that statement, but he was younger then. Naïve in his own way, but so certain about who he was.

Sometimes he wasn't exactly sure anymore. Sometimes he thought he turned into his silver-haired form because he didn't know what else to be.

Why would Cloud say something like that? Make eye contact and tell him to be happy being himself. They'd talked four or five times (it depended on if you counted that first awkward night). Surely this was too quick for them to have become friends? It took him three weeks to even learn the name of the other-

He snapped out of his reverie when someone slid into a chair next to him. He recognized her of course. He recognized most people because they all had some attribute he admired. Aerith's was her smile. It was sweet and comforting in its own way and she was always smiling at something.

"Hello," Sephiroth said.

"Hello Sephiroth," she replied, "do you remember me?"

"Aerith," he said with a nod, "you're friends with Cloud." She nodded giving that smile. He tucked it away to figure out how to replicate it later. Most people found it rude when you changed in front of them, using them as a mirror of sorts.

"I just wanted to apologize for Zack," Aerith said. Sephiroth bit back his own smile. It was rare to have such an engaged audience, but Aerith was trying to apologize for it and he didn't want to upset her. She was Cloud's friend.

But changing at Zack's whim had been the most exhilerating exercise he'd had since he and Masamune had parted ways. He hadn't realized how much he missed it.

"I also...wanted to talk to you," Aerith said. Sephiroth blinked.

"Cloud likes you, you know," Aerith said.

"I don't," Sephiroth said.

"If he didn't like you, he wouldn't talk to you every time you came in here," Aerith said, "Tifa says he does, sometimes for hours at a time."

"That was once," Sephiroth argued.

"But...it did happen?" Aerith said. Sephiroth nodded.

"Then I guess you two are friends," Aerith said with another smile, "so Zack and I will also be friends with you." Sephiroth blinked.

"I realize that this is sudden and perhaps out of line, but I wanted to let you know that any friend of Cloud's is a friend of mine," she said, "He and I have helped each other a lot since he came to Midgar and I would never want anything to change that. If there's ever something you need, just ask. I may be just a hedgewitch, but I'm the best one in this sector, besides Tifa of course." Sephiroth found himself smiling at her.

"Thank you," he said, "I usually can't make friends that easily."

"You got Cloud on your side," Aerith said, "that takes effort. Zack is too easily amused by anything, but his, heart is in the right place."

"...I actually didn't mind showing off for him," Sephiroth admitted, "It was good practice."

"I know," Aerith said, "but I needed some way to get your attention."

* * *

Tifa came up to Sephiroth again.

"Are you sure you're okay?" she asked.

"I'm fine," Sephiroth said, "It's the mind altering spells that make me nervous. Technically, I am a manifestation of a physically altering spell."

"You just look..." Tifa trailed off. Sephiroth looked fine, from the waist up that was. His legs had turned into a mass of wriggling tentacles. He had at least a dozen holding him up. He shrugged.

"This is far from the strangest thing I've ever made myself," he said, "I'll have legs again in a few minutes. I'm more worried about Cloud."

"Is he okay?" Tifa asked.

"I hope so," Sephiroth said, "He didn't want to talk to me. Aerith is with him now." At those words the door opened again. Aerith came out, pulling a very shy looking Cloud. He looked relatively normal, except his clothes no longer fit as well.

"Take the night off," Tifa said, "fuck, take the week off if you need it." Cloud nodded, his arms folded protectively over his chest. Aerith patted his back.

"Are you alright Cloud?" Sephiroth asked.

"Do I look like I'm fucking alright?" Cloud hissed quietly. Sephiroth knew the anger wasn't directed at him and brushed it off.

"We can reverse this," Sephiroth said, "It will be alright."

"At least you're still you," Cloud said, "I'm the one who got turned into a fucking girl!"

"I'll take him home," Sephiroth said. Tifa nodded and started breaking up the people who wanted to know what was going on. Sephiroth took off his coat, a gift from Cloud actually, put in on Cloud. It was far too big from him, but hid Cloud's sudden change of gender more effectively. He kept himself close to Cloud should anyone try to stop them.

Ten minutes later there was an audible pop and Sephiroth sighed in relief. The spell had worn off. For him at least.

"Yippie for you," Cloud said snidely.

"My magic is supposed to protect me from spells like that," Sephiroth said, "my own weakness is why it lasted so long." Cloud sighed instead of pointing out that being a familiar was not a weakness, too tired to start the argument.

"I know you're not mad at me," Sephiroth said, "Let's just get you home."They went quiet again

"I don't know if I'm even comfortable with you being with me while...I'm like this," Cloud said. Sephiroth stopped.

"This isn't a big deal in my eyes Cloud," Sephiroth said, "If anything, I am an expert on what you are going through. Let me stay. I can help." Cloud sighed ready to tell him off, but Sephiroth interrupted him.

"This isn't about me...being your familiar," Sephiroth said, "this about helping a friend because I can."

* * *

Cloud laughed at the feeling of Sephiroth nuzzling his neck. He'd never felt so comfortable having someone else in his bed. This was far from his first time, but he usually couldn't wait for the awkward part of telling them to leave to be over with. He didn't think he was going to ask for Sephiroth to leave this time. He was just going to let it happen and maybe, just maybe, he'd come home and find Sephiroth hadn't moved at all. That sounded nice.

A rumble started between them and Cloud couldn't stop himself from laughing again when he realized Sephiroth was purring.

"You're weird," Cloud said.

"I like purring," Sephiroth said, "I used to have an attachment to birds, but I like how cats express themselves."

"You don't look like a cat," Cloud said.

"I'm not changing much on the outside now am I?" Sephiroth said and dissolved into happy purrs again.

Cloud wasn't sure how long they were cuddling, just that he was content and calm to stay there.

"I feel safe here," Sephiroth said, long after his purring had ceased and Cloud assumed him to be asleep.

"Mmm," Cloud agreed wordlessly.

"I don't mean here, the place," Sephiroth said, "I mean, here...with you."

"Mmm-hmm," Cloud agreed.

"It hasn't really been that long," Sephiroth said, "and I understand if you say no. Do you think I could be your familiar?"

Cloud felt so safe and content in that moment that the only conceivable answer was yes

* * *

Cloud stared at Sephiroth and Sephiroth stared right back, his eyes never leaving his face. It had been a month since Cloud agreed on their partnership and he still felt those twinges of fear that he had made an awful mistake. But Sephiroth never wavered, never imagined that this decision could be the wrong one. Even at that scene at the bar, he stood by Cloud, even in front of him, taking at least three curses that were meant for him.

And Cloud could do nothing but hide in the bathroom.

But here Sephiroth stood. Right by his side.

"I'm a shape-shifter," Sephiroth said, "I know what you feel like. I do it all the time. I can help you."

"Fine," Cloud said closing his eyes. Sephiroth tucked the coat around him a little tighter.

"Let's get home then," Sephiroth said, "I'm sure Maeve is waiting for you."

* * *

Sephiroth kept his coat firmly closed as he made his way to Seventh Heaven, rushing to get out of the rain. The furball tucked in there squirmed.

"Shh," Sephrioth said, "Hold still, almost there."

He came in and dripped on the mat for a few seconds.

"Is there something in your coat or are you just happy to see me?" Tifa asked.

"Where's Cloud?" Sephiroth asked.

"Picking up Yuffie for me," Tifa said, "why?" Sephiroth carefully maneuvered a kitten into his arms and cradled it. It cried out rather pitifully.

"Oh," Tifa said, "poor thing. Lets get you something to eat."

Cloud found Sephiroth in the kitchen talking to the cat.

"I have never been too overly fond of cats," he was saying, "you all get territorial when I try to copy you. I'm willing to make a compromise if you try not to bite me."

"Kittens sometimes can't help it," Cloud said, "Winnie couldn't help it when I first got her." Sephiroth looked up. The cat didn't give a shit.

"She was just sitting there crying," Sephiroth said, "Usually I ignore strays, but I heard her and all I could think of was you-"

Cloud approached the tabby as it sat back and meowed.

"You've had enough moocher," Cloud said. He picked her up. She firmly attached herself to his shirt when he held her closer.

"Maow?" she said softly.

"You are going to get hair all over my apartment, aren't you?" Cloud said.

"Maow," she agreed.

* * *

Sephiroth pushed Cloud in ahead of himself. Cloud was just standing in the middle of his living room, his half grown kitten, Maeve weaving between his legs.

"Cloud," Sephiroth said, hoping it wasn't shock starting to set in.

"I don't feel like myself," Cloud said softly.

"Cloud, sit down," Sephiroht said. Cloud shook his head. Sephiroth turned him around and held him so he couldn't turn away.

"Cloud, you have a female body," Sephiroth said, "that is a reality that you have to accept right now." Cloud nodded. Sephiroth pulled off his coat with zero resistance. He picked up Maeve and put her in Cloud's arms.

"Pet your cat," Sephiroth said, "sit down. I'll get you food."

Cloud came back to himself sharply. Mae Mae was in his arms, nudging her head against his hand. She was resting against...his breasts. He exhaled. He had a female body, that was a reality he had to accept for the moment.

Sephiroth held a package of cookies out to him. He took it and started munching mechanically.

"Okay," Sephiroth said, "are you okay Cloud?" Cloud nodded. He had a female body, but otherwise he was okay. Mae Mae didn't seem to care. Neither did cookies.

"Good," Sephiroth said, "I don't mean to seem so blasé, but this really isn't a big deal." Cloud kept munching, but didn't say anything.

"It feels weird and off balance, but," Sephiroth seemed to be searching for words, "you're still you. I mean, god knows I don't love you for your body."

"Don't say that," Cloud said sharply.

"Say what?" Sephiroth asked, still looking so earnest and calm.

"Don't say..." Cloud swallowed, "don't say that you love me."

"But I do love you," Sephiroth said, "I know what love is Cloud and I feel it whenever I'm with you. Why else would I be here?"

"I can't" Cloud started.

"I don't care if you can't love me back yet," Sephiroth said, "I feel safe with you."

"But I can't protect you," Cloud said. It had been two hours ago, but he still felt that horror when Sephiroth stood in front of him and took everything that witch threw at him as Cloud was doubled over behind the counter. Tifa had been the one to stop it. Cloud couldn't move.

"But you do protect me," Sephiroth said, "everyday."

"Not tonight," Cloud said.

"I have to have a chance to protect you," Sephiroth said, "and why not? Even if she turned me into a frog I'd just change back after a few minutes. It doesn't hurt me."

"I couldn't do anything," Cloud said.

"And that's why I stood in front of you," Sephiroth said, "I don't think you're a bad witch. I think you're a great one." Cloud blinked. Sephiroth had said that once before, but Cloud assumed it was the love potion talking.

"Why?" Cloud asked.

"You don't know what it was like," Sephrioth said, "living with him. I loved him once. Like I love you now, but he poisoned it against me. He made me afraid to be me. I almost forgot who I was at one point and just became whoever he wanted me to be. I couldn't have been able to tell you my own name.

"He put a curse on me near the end, a tricky one. It made me think that I had to turn around and go back. It was so strong on me that Angeal and Genesis had to drag me away until I was far enough away for it not to work. He was supposedly one of the 'better' witches out there. A good witch. It didn't stop him from nearly destroying me, that 'goodness'.

"And you're a bad witch. You tell me to be me, to be Sephiroth, to keep my home shape because it's beautiful and unique and its all me. It took six months for me to actually understand what you were telling me, because I couldn't imagine anyone actually thinking it."

"Don't be stupid," Cloud said, "You're fine the way you are."

"See!" Sephiroth said, "there you go again!"

"Anyone could tell you that," Cloud scoffed.

"He couldn't," Sephiroth said, "He could've disarmed that crazy woman in an instant, but he couldn't say that I was a good shifter." Cloud squirmed.

"I just feel...we're doomed for failure," Cloud said, "I'm the first nice witch you've met."

"I don't care," Sephiroth said, "I choose you to be my witch. I love you Cloud. I can list the reasons. My home form is your favorite way to see me. You didn't blame me when I was high on love potion. You rub my back after we have sex. You let me bug you at work when I'm bored. You-"

"I get it," Cloud said, "so...all of that made you think I'd be a good partner?"

"Yes," Sephiroth said, "and if you think for one moment that you having a vagina and breasts for ten hours will make me uncomfortable, then perhaps I should remind you that I'm a shapeshifter." That got a small laugh.

"Maow!" Maeve cried, wanting some more attention.

"God Maeve!" Cloud said, "can't you see Sephiroth and I are having a serious discussion."

* * *

Sephiroth knew the person approaching him was another shifter. It was like a tingle that started at the back of his neck and moved all over. They were dark, dark hair, dark eyes, dark clothes. Their expression was entirely blank.

"It's been a long time," they said in a pure monotone.

"Masa?" Sephiroth asked.

"Taking a break from inanimation," it replied, "life is as dull as I remember." Sephiroth felt all his inhibitions slipping away as his oldest friend stood closer. He embraced the other, who remained as stiff as a board, but that was its typical reaction.

"You disappeared," Masamune said, guiding them to a bench in its unintentionally forceful manner.

"I did," Sephiroth agreed. Dark eyes didn't blink.

"He did you wrong," Masamune said, "others have told me." Sephiroth blinked.

"I assume my own location was the sole reason of why you did not contact me," Masamune said, "otherwise you would be living a different story." Sephiroth nodded.

"I lost track of you," Sephiroth said, "I lost track of everything."

"And you don't seek retribution," Masamune said.

"I want to continue, not revenge," Sephiroth said.

"It seems wise," Masamune said, "though if he should cause trouble, I recommend contacting me. He won't cause trouble for long."

"He won't," Sephiroth said, "I found another." Dark eyebrows rose.

"So quickly?" it asked.

"He is different," Sephiroth said, "In almost every way. He doesn't even think he is a proper partner for me."

"He does know you are a he that once traveled with an it," Masamune said, "we are different in almost every way, but there is no other person I would speak to as a human but you."

"He's stubborn," Sephiroth said, "he believes his own lack of magic to be a flaw."

"As you once believed your weakness to it," Masamune said, "I may have to meet him."

"You may," Sephiroth agreed.

"But...you are certain this path will not take you down the same one?" Masamune asked.

"The worst he has done to me is make me fall in love with him," Sephiroth said, "and I'd do it again." Masamune nodded.

"Then my fears have been absolved," Masamune said, "if you ever wish to speak again, do try to keep track of me."

"Of course Masa," Sephiroth said, "I have...missed you."

"Humph," Masamune said, "I have not missed this body, I crave...soliditiy."

"There's a park down that road," Sephiroth said, "full off statues, modern art type structures."

"Perfect." Masamune said, starting to drift away, "perfect."

* * *

Cloud wasn't sure how Sephiroth convinced him into bed, but couldn't find the heart to complain about it. Sephiroth didn't touch his "new parts", instead keeping his hands on safer areas, his arms, his back, his face.

"Your eyes stayed the same," Sephiroth said. Cloud snorted.

"Thank god my eyes are still the same," he said, but without the panic and anger from before.

"Your eyes are my favorite part," Sephiroth said.

"You've told me that a hundred times," Cloud said.

"And I'll tell you a thousand more," Sephrioth said. They were quiet. Maeve was purring from behind Sephiroth, filling the room with the noise.

"I really do love you," Cloud said abruptly. Sephiroth blinked and smiled slowly.

"You do?" he said. Cloud nodded.

"I'm sure I'll fuck up this relationship someday," Cloud said, "but I would like it if you were my familiar."

"I already am," Sephiroth said, nuzzling into Cloud's neck.


End file.
